The Guarantee And Indemnity Contract Of Sale is utilized when additional security is required for sale transactions in Singapore. This document is particularly relevant when there's a need to secure the performance of a seller's obligations or when the buyer requires additional assurance beyond the primary sale agreement. It combines both guarantee and indemnity elements, providing comprehensive protection under Singapore's legal framework. The document typically includes detailed provisions on the scope of guaranteed obligations, enforcement mechanisms, and remedies available to the beneficiary.
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Key Requirements PROMPT example:
Guarantee And Indemnity Contract Of Sale
"I need a Guarantee And Indemnity Contract Of Sale under Singapore law to secure a manufacturing equipment sale worth SGD 5 million, where the parent company will act as guarantor for its subsidiary's obligations as seller, to be effective from March 2025."
1. Parties: Identification of all parties including guarantor, principal debtor, and beneficiary
2. Background: Context of the underlying sale transaction and guarantee requirement
3. Definitions: Key terms used throughout the document including definitions from relevant Singapore legislation
4. Guarantee Obligations: Scope and extent of guarantee obligations in accordance with Civil Law Act requirements
5. Indemnity Provisions: Terms of indemnification and circumstances triggering indemnity
6. Continuing Security: Provisions establishing the guarantee as a continuing security
7. Representations and Warranties: Statements and assurances from the guarantor regarding capacity and authority
8. Duration and Termination: Period of guarantee and conditions for termination
9. Enforcement: Rights and remedies of the beneficiary in case of default
10. Governing Law and Jurisdiction: Specification of Singapore law as governing law and jurisdiction provisions
1. Security Provisions: Additional security arrangements when further security is required beyond the guarantee
2. Assignment Clause: Rights to assign the guarantee, to be included when assignment rights are needed
3. Joint and Several Liability: Multiple guarantors' liability provisions when there are multiple guarantors
4. Currency Provisions: Specific provisions for foreign currency transactions when dealing with international sales
5. Corporate Authorization: Additional provisions required when the guarantor is a corporation
1. Schedule 1 - Principal Agreement: Details of the underlying sale agreement being guaranteed
2. Schedule 2 - Guaranteed Obligations: Detailed list of obligations covered by the guarantee
3. Schedule 3 - Security Documents: List and details of any additional security documents
4. Schedule 4 - Form of Demand: Standard form for making demands under the guarantee
Authors
Relevant legal definitions
Agreement
Beneficiary
Business Day
Completion
Consideration
Default Event
Effective Date
Guarantee
Guaranteed Obligations
Guarantor
Indemnified Parties
Losses
Principal Agreement
Principal Debtor
Principal Obligations
Purchase Price
Sale Property
Security
Singapore Dollars
Termination Date
Transaction Documents
Underlying Sale Contract
Beneficiary
Business Day
Completion
Consideration
Default Event
Effective Date
Guarantee
Guaranteed Obligations
Guarantor
Indemnified Parties
Losses
Principal Agreement
Principal Debtor
Principal Obligations
Purchase Price
Sale Property
Security
Singapore Dollars
Termination Date
Transaction Documents
Underlying Sale Contract
Clauses
Interpretation
Guarantee
Indemnity
Continuing Security
Principal Debtor's Obligations
Representations and Warranties
Payment Terms
Default and Enforcement
Preservation of Rights
Waiver of Defenses
Assignment and Transfer
Security Rights
Duration and Release
Notices
Set-off Rights
Costs and Expenses
Severability
Amendments
Counterparts
Governing Law
Jurisdiction
Third Party Rights
Waiver of Sovereign Immunity
Time of Essence
Entire Agreement
Guarantee
Indemnity
Continuing Security
Principal Debtor's Obligations
Representations and Warranties
Payment Terms
Default and Enforcement
Preservation of Rights
Waiver of Defenses
Assignment and Transfer
Security Rights
Duration and Release
Notices
Set-off Rights
Costs and Expenses
Severability
Amendments
Counterparts
Governing Law
Jurisdiction
Third Party Rights
Waiver of Sovereign Immunity
Time of Essence
Entire Agreement
Relevant Industries
Relevant Teams
Relevant Roles
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